Terms And Conditions
Website Usage Terms and Conditions
Welcome to our website. If you continue to browse and use this website, you are agreeing to comply with and be bound by the following terms and conditions of use. If you disagree with any part of these terms and conditions, please do not use our website.
The content of the pages of this website is for your general information use only. It is subject to change without notice.
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The use of images and information from this website is subject to permission being granted by CTR Imports P/L. If you wish to obtain such permission please contact CTR directly.
Use of this website is for lawful purposes only you must not impersonate another person or make false enquiries or orders.
Any person/s or companies found to be using content from this website without prior consent will be instructed to remove such item/s and may be subject to legal action.
Your use of this website and any dispute arising out of such use of the website is subject to the laws of the Commonwealth of Australia.
Terms & Conditions of Trade
1.1 “CTR” means CTR Imports Pty Ltd, its successors and assigns or any person acting on behalf of and with the authority of CTR Imports Pty Ltd.
1.2 “Customer” means the person/s buying the Goods as specified in any invoice, document or order, and if there is more than one Customer is a reference to each Customer jointly and severally.
1.3 “Goods” means all Goods or Services supplied by CTR to the Customer at the Customer’s request from time to time (where the context so permits the terms ‘Goods’ or ‘Services’ shall be interchangeable for the other).
1.4 “Price” means the Price payable for the Goods as agreed between CTR and the Customer in accordance with clause 5 below.
2.1 The Customer is taken to have exclusively accepted and is immediately bound, jointly and severally, by these terms and conditions if the Customer places an order for or accepts delivery of the Goods.
2.2 These terms and conditions may only be amended with CTR’s consent in writing and shall prevail to the extent of any inconsistency with any other document or agreement between the Customer and CTR.
3. Change in Control
3.1 The Customer shall give CTR not less than fourteen (14) days prior written notice of any proposed change of ownership of the Customer and/or any other change in the Customer’s details (including but not limited to, changes in the Customer’s name, address, contact phone or fax number/s, or business practice). The Customer shall be liable for any loss incurred by CTR as a result of the Customer’s failure to comply with this clause.
4. Orders with Special Conditions
4.1 Where a Customer requests an order to be indented, a thirty percent (30%) non-refundable deposit shall be required on placement of the order with the balance to be paid on arrival in Australia of indented Goods.
4.2 The Customer accepts that where Goods are requested to be delivered at a later date, CTR shall hold such delayed delivery for a maximum of six (6) weeks where no deposit has been paid. At CTR’s discretion, in excess of the maximum timeframe of six (6) weeks, full payment will be required.
5. Price and Payment
5.1 At CTR’s sole discretion the Price shall be either:
- as indicated on any invoice provided by CTR to the Customer; or
- the Price as at the date of delivery of the Goods according to CTR’s current price list.
5.2 CTR reserves the right to change the Price if a variation to CTR’s quotation is requested.
5.3 At CTR’s sole discretion a non-refundable deposit may be required.
5.4 Time for payment for the Goods being of the essence, the Price will be payable by the Customer on the date/s determined by CTR, which may be:
- before delivery of the Goods;
- by way of instalments/progress payments in accordance with CTR’s payment schedule;
- thirty (30) days following the end of the month in which a statement is posted to the Customer’s address or address for notices;
- the date specified on any invoice or other form as being the date for payment; or
- failing any notice to the contrary, the date which is either seven (7), fourteen (14) or thirty (30) days following the date of any invoice given to the Customer by CTR and as determined by CTR.
5.5 Any discounts applicable to the Price shall become null and void if payment is not made by the due date stated on the invoice and/or statement.
5.6 Payment may be made by cash, cheque, bank cheque, electronic/on-line banking, credit card (plus a surcharge of up to five (5%) of the Price), or by any other method as agreed to between the Customer and CTR.
5.7 Unless otherwise stated the Price does not include GST. In addition to the Price the Customer must pay to CTR an amount equal to any GST CTR must pay for any supply by CTR under this or any other agreement for the sale of the Goods. The Customer must pay GST, without deduction or set off of any other amounts, at the same time and on the same basis as the Customer pays the Price. In addition the Customer must pay any other taxes and duties that may be applicable in addition to the Price except where they are expressly included in the Price.
6. Delivery of Goods
6.1 Delivery (“Delivery”) of the Goods is taken to occur at the time that:
- the Customer or the Customer’s nominated carrier takes possession of the Goods at CTR’s address; or
- CTR (or CTR’s nominated carrier) delivers the Goods to the Customer’s nominated address even if the Customer is not present at the address.
6.2 Delivery shall be via FIS Sydney (except for orders totalling under three hundred dollars ($300) excluding freight charges) or where CTR are specifically requested by the Customer to arrange a home delivery or for areas not serviced by FIS Sydney, CTR shall arrange transport for the Goods on the Customer’s behalf with all costs being charged to the Customer.
6.3 At CTR’s sole discretion the cost of delivery is in addition to the Price.
6.4 The Customer must take delivery by receipt or collection of the Goods whenever they are tendered for delivery. In the event that the Customer is unable to take delivery of the Goods as arranged then CTR shall be entitled to charge a reasonable fee for redelivery and/or storage.
6.5 CTR may deliver the Goods in separate instalments. Each separate instalment shall be invoiced and paid in accordance with the provisions in these terms and conditions.
6.6 Any time or date given by CTR to the Customer is an estimate only. The Customer must still accept delivery of the Goods even if late and CTR will not be liable for any loss or damage incurred by the Customer as a result of the delivery being late.
7.1 Risk of damage to or loss of the Goods passes to the Customer on Delivery and the Customer must insure the Goods on or before Delivery.
7.2 If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Customer, CTR is entitled to receive all insurance proceeds payable for the Goods. The production of these terms and conditions by CTR is sufficient evidence of CTR’s rights to receive the insurance proceeds without the need for any person dealing with CTR to make further enquiries.
7.3 If the Customer requests CTR to leave Goods outside CTR’s premises for collection or to deliver the Goods to an unattended location then such Goods shall be left at the Customer’s sole risk.
8.1 CTR and the Customer agree that ownership of the Goods shall not pass until:
- the Customer has paid CTR all amounts owing to CTR; and
- the Customer has met all of its other obligations to CTR.
8.2 Receipt by CTR of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised.
8.3 It is further agreed that:
- until ownership of the Goods passes to the Customer in accordance with clause 8.1 that the Customer is only a bailee of the Goods and must return the Goods to CTR on request.
- the Customer holds the benefit of the Customer’s insurance of the Goods on trust for CTR and must pay to CTR the proceeds of any insurance in the event of the Goods being lost, damaged or destroyed.
- the Customer must not sell, dispose, or otherwise part with possession of the Goods other than in the ordinary course of business and for market value. If the Customer sells, disposes or parts with possession of the Goods then the Customer must hold the proceeds of any such act on trust for CTR and must pay or deliver the proceeds to CTR on demand.
- the Customer should not convert or process the Goods or intermix them with other goods but if the Customer does so then the Customer holds the resulting product on trust for the benefit of CTR and must sell, dispose of or return the resulting product to CTR as it so directs.
- the Customer irrevocably authorises CTR to enter any premises where CTR believes the Goods are kept and recover possession of the Goods.
- CTR may recover possession of any Goods in transit whether or not delivery has occurred.
- the Customer shall not charge or grant an encumbrance over the Goods nor grant nor otherwise give away any interest in the Goods while they remain the property of CTR.
- CTR may commence proceedings to recover the Price of the Goods sold notwithstanding that ownership of the Goods has not passed to the Customer.
9. Personal Property Securities Act 2009 (“PPSA”)
9.1 In this clause financing statement, financing change statement, security agreement, and security interest has the meaning given to it by the PPSA.
9.2 Upon assenting to these terms and conditions in writing the Customer acknowledges and agrees that these terms and conditions constitute a security agreement for the purposes of the PPSA and creates a security interest in all Goods that have previously been supplied and that will be supplied in the future by CTR to the Customer.
9.3 The Customer undertakes to:
- promptly sign any further documents and/or provide any further information (such information to be complete, accurate and up-to-date in all respects) which CTR may reasonably require to;
- register a financing statement or financing change statement in relation to a security interest on the Personal Property Securities Register;
- register any other document required to be registered by the PPSA; or
- correct a defect in a statement referred to in clause 9.3(a)(i) or 9.3(a)(ii);
- indemnify, and upon demand reimburse, CTR for all expenses incurred in registering a financing statement or financing change statement on the Personal Property Securities Register established by the PPSA or releasing any Goods charged thereby;
- not register a financing change statement in respect of a security interest without the prior written consent of CTR;
- not register, or permit to be registered, a financing statement or a financing change statement in relation to the Goods in favour of a third party without the prior written consent of CTR;
- immediately advise CTR of any material change in its business practices of selling the Goods which would result in a change in the nature of proceeds derived from such sales.
9.4 CTR and the Customer agree that sections 96, 115 and 125 of the PPSA do not apply to the security agreement created by these terms and conditions.
9.5 The Customer waives their rights to receive notices under sections 95, 118, 121(4), 130, 132(3)(d) and 132(4) of the PPSA.
9.6 The Customer waives their rights as a grantor and/or a debtor under sections 142 and 143 of the PPSA.
9.7 Unless otherwise agreed to in writing by CTR, the Customer waives their right to receive a verification statement in accordance with section 157 of the PPSA.
9.8 The Customer must unconditionally ratify any actions taken by CTR under clauses 9.3 to 9.5.
9.9 Subject to any express provisions to the contrary nothing in these terms and conditions is intended to have the effect of contracting out of any of the provisions of the PPSA.
10. Security and Charge
10.1 In consideration of CTR agreeing to supply the Goods, the Customer charges all of its rights, title and interest (whether joint or several) in any land, realty or other assets capable of being charged, owned by the Customer either now or in the future, to secure the performance by the Customer of its obligations under these terms and conditions (including, but not limited to, the payment of any money).
10.2 The Customer indemnifies CTR from and against all CTR’s costs and disbursements including legal costs on a solicitor and own client basis incurred in exercising CTR’s rights under this clause.
10.3 The Customer irrevocably appoints CTR and each director of CTR as the Customer’s true and lawful attorney/s to perform all necessary acts to give effect to the provisions of this clause 10 including, but not limited to, signing any document on the Customer’s behalf.
11. Defects, Warranties and Returns, Competition and Consumer Act 2010 (CCA)
11.1 The Customer must inspect the Goods on delivery and must within seven (7) days of delivery notify CTR in writing of any evident defect/damage, shortage in quantity, or failure to comply with the description or quote. The Customer must notify any other alleged defect in the Goods as soon as reasonably possible after any such defect becomes evident. Upon such notification the Customer must allow CTR to inspect the Goods.
11.2 Under applicable State, Territory and Commonwealth Law (including, without limitation the CCA), certain statutory implied guarantees and warranties (including, without limitation the statutory guarantees under the CCA) may be implied into these terms and conditions (Non-Excluded Guarantees).
11.3 CTR acknowledges that nothing in these terms and conditions purports to modify or exclude the Non-Excluded Guarantees.
11.4 Except as expressly set out in these terms and conditions or in respect of the Non-Excluded Guarantees, CTR makes no warranties or other representations under these terms and conditions including but not limited to the quality or suitability of the Goods. CTR’s liability in respect of these warranties is limited to the fullest extent permitted by law.
11.5 If the Customer is a consumer within the meaning of the CCA, CTR’s liability is limited to the extent permitted by section 64A of Schedule 2.
11.6 If CTR is required to replace the Goods under this clause or the CCA, but is unable to do so, CTR may refund any money the Customer has paid for the Goods.
11.7 If the Customer is not a consumer within the meaning of the CCA, CTR’s liability for any defect or damage in the Goods is:
- limited to the value of any express warranty or warranty card provided to the Customer by CTR at CTR’s sole discretion;
- limited to any warranty to which CTR is entitled, if CTR did not manufacture the Goods;
- otherwise negated absolutely.
11.8 Subject to this clause 11, returns will only be accepted provided that:
- the Customer has complied with the provisions of clause 11.1 and has been issued with a return authorisation number; and
- CTR has agreed that the Goods are defective; and
- the Goods are returned within a reasonable time at the Customer’s cost (if that cost is not significant); and
- the Goods are returned in as close a condition to that in which they were delivered as is possible.
11.9 Notwithstanding clauses 11.1 to 11.8 but subject to the CCA, CTR shall not be liable for any defect or damage which may be caused or partly caused by or arise as a result of:
- the Customer failing to properly maintain or store any Goods;
- the Customer using the Goods for any purpose other than that for which they were designed;
- the Customer continuing the use of any Goods after any defect became apparent or should have become apparent to a reasonably prudent operator or user;
- the Customer failing to follow any instructions or guidelines provided by CTR;
- fair wear and tear, any accident, or act of God.
11.10 CTR may in its absolute discretion accept non-defective Goods for return provided CTR has agreed and has issued a return authorisation number, in which case CTR may require the Customer to pay handling fees of up to ten percent (10%) of the value of the returned Goods plus any freight costs.
12. Default and Consequences of Default
12.1 Interest on overdue invoices shall accrue daily from the date when payment becomes due, until the date of payment, at a rate of two and a half percent (2.5%) per calendar month (and at CTR’s sole discretion such interest shall compound monthly at such a rate) after as well as before any judgment.
12.2 If the Customer owes CTR any money the Customer shall indemnify CTR from and against all costs and disbursements incurred by CTR in recovering the debt (including but not limited to internal administration fees, legal costs on a solicitor and own client basis, CTR’s contract default fee, and bank dishonour fees).
12.3 Without prejudice to any other remedies CTR may have, if at any time the Customer is in breach of any obligation (including those relating to payment) under these terms and conditions CTR may suspend or terminate the supply of Goods to the Customer. CTR will not be liable to the Customer for any loss or damage the Customer suffers because CTR has exercised its rights under this clause.
12.4 Without prejudice to CTR’s other remedies at law CTR shall be entitled to cancel all or any part of any order of the Customer which remains unfulfilled and all amounts owing to CTR shall, whether or not due for payment, become immediately payable if:
- any money payable to CTR becomes overdue, or in CTR’s opinion the Customer will be unable to make a payment when it falls due;
- the Customer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or
- a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Customer or any asset of the Customer.
13.1 CTR may cancel any contract to which these terms and conditions apply or cancel delivery of Goods at any time before the Goods are delivered by giving written notice to the Customer. On giving such notice CTR shall repay to the Customer any money paid by the Customer for the Goods. CTR shall not be liable for any loss or damage whatsoever arising from such cancellation.
13.2 In the event that the Customer cancels delivery of Goods the Customer shall be liable for any and all loss incurred (whether direct or indirect) by CTR as a direct result of the cancellation (including, but not limited to, any loss of profits).
13.3 Cancellation of orders for Goods made to the Customer’s specifications, or for non-stocklist items, will definitely not be accepted once production has commenced, or an order has been placed.
14. Privacy Act 1988
14.1 The Customer agrees for CTR to obtain from a credit reporting body (CRB) a credit report containing personal credit information (e.g. name, address, D.O.B, occupation, previous credit applications, credit history) about the Customer in relation to credit provided by CTR.
14.2 The Customer agrees that CTR may exchange information about the Customer with those credit providers and with related body corporates for the following purposes:
- to assess an application by the Customer; and/or
- to notify other credit providers of a default by the Customer; and/or
- to exchange information with other credit providers as to the status of this credit account, where the Customer is in default with other credit providers; and/or
- to assess the creditworthiness of the Customer including the Customer’s repayment history in the preceding two years.
14.3 The Customer consents to CTR being given a consumer credit report to collect overdue payment on commercial credit.
14.4 The Customer agrees that personal credit information provided may be used and retained by CTR for the following purposes (and for other agreed purposes or required by):
- the provision of Goods; and/or
- analysing, verifying and/or checking the Customer’s credit, payment and/or status in relation to the provision of Goods; and/or
- processing of any payment instructions, direct debit facilities and/or credit facilities requested by the Customer; and/or
- enabling the collection of amounts outstanding in relation to the Goods.
14.5 CTR may give information about the Customer to a CRB for the following purposes:
- to obtain a consumer credit report;
- allow the CRB to create or maintain a credit information file about the Customer including credit history.
14.6 The information given to the CRB may include:
- personal information as outlined in 14.1 above;
- name of the credit provider and that CTR is a current credit provider to the Customer;
- whether the credit provider is a licensee;
- type of consumer credit;
- details concerning the Customer’s application for credit or commercial credit (e.g. date of commencement/termination of the credit account and the amount requested);
- advice of consumer credit defaults, overdue accounts, loan repayments or outstanding monies which are overdue by more than sixty (60) days and for which written notice for request of payment has been made and debt recovery action commenced or alternatively that the Customer no longer has any overdue accounts and CTR has been paid or otherwise discharged and all details surrounding that discharge(e.g. dates of payments);
- information that, in the opinion of CTR, the Customer has committed a serious credit infringement;
- advice that the amount of the Customer’s overdue payment is equal to or more than one hundred and fifty dollars ($150).
14.7 The Customer shall have the right to request (by e-mail) from CTR:
- a copy of the information about the Customer retained by CTR and the right to request that CTR correct any incorrect information; and
- that CTR does not disclose any personal information about the Customer for the purpose of direct marketing.
14.8 CTR will destroy personal information upon the Customer’s request (by e-mail) or if it is no longer required unless it is required in order to fulfil the obligations of this agreement or is required to be maintained and/or stored in accordance with the law.
14.9 The Customer can make a privacy complaint by contacting CTR via e-mail. CTR will respond to that complaint within seven (7) days of receipt and will take all reasonable steps to make a decision as to the complaint within thirty (30) days of receipt of the complaint. In the event that the Customer is not satisfied with the resolution provided, the Customer can make a complaint to the Information Commissioner at www.oaic.gov.au.
15.1 The failure by CTR to enforce any provision of these terms and conditions shall not be treated as a waiver of that provision, nor shall it affect CTR’s right to subsequently enforce that provision. If any provision of these terms and conditions shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
15.2 These terms and conditions and any contract to which they apply shall be governed by the laws of New South Wales in which CTR has its principal place of business, and are subject to the jurisdiction of the Fairfield Local Court in New South Wales.
15.3 Subject to clause 11, CTR shall be under no liability whatsoever to the Customer for any indirect and/or consequential loss and/or expense (including loss of profit) suffered by the Customer arising out of a breach by CTR of these terms and conditions (alternatively CTR’s liability shall be limited to damages which under no circumstances shall exceed the Price of the Goods).
15.4 The Customer shall not be entitled to set off against, or deduct from the Price, any sums owed or claimed to be owed to the Customer by CTR nor to withhold payment of any invoice because part of that invoice is in dispute.
15.5 The Customer agrees that CTR may amend these terms and conditions at any time. If CTR makes a change to these terms and conditions, then that change will take effect from the date on which CTR notifies the Customer of such change. The Customer will be taken to have accepted such changes if the Customer makes a further request for CTR to provide Goods to the Customer.
15.6 Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lock-out, industrial action, fire, flood, storm or other event beyond the reasonable control of either party.
The Customer warrants that it has the power to enter into this agreement and has obtained all necessary authorisations to allow it to do so, it is not insolvent and that this agreement creates binding and valid legal obligations on it.